EXHIBIT 5
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(f) under the Securities Exchange Act
of 1934, as amended, each of the persons named below agrees to the joint
filing on behalf of each of them of a Statement on Schedule 13D (including
amendments thereto) with respect to shares of common stock, par value $.01
per share, of Xxxxxxx-Xxxxxx, Inc., a Delaware corporation, and warrants
exercisable for additional shares, and further agrees that this Joint
Filing Agreement be included as an exhibit to such filings provided that,
as contemplated by Section 13d-1(f)(l)(ii), no person shall be responsible
for the completeness or accuracy of the information concerning the other
persons making the filing, unless such person knows or has reason to
believe that such information is inaccurate. This Agreement may be
executed in any number of counterparts, all of which taken together shall
constitute one and the same instrument.
Dated: July 24, 1998
By: /s/ XXXXXX X. XXXXXXX, XX.
---------------------------------
Xxxxxx X. Xxxxxxx, Xx.
By: /s/ XXXXXX X. XXXXX
---------------------------------
Xxxxxx X. Xxxxx
COLONYGP III, Inc.,
a Delaware corporation,
By: /s/ XXXXXX X. XXXXX
---------------------------------
Xxxxxx X. Xxxxx
President
COLONY CAPITAL III, L.P.,
a Delaware limited partnership,
By: ColonyGP III, Inc.,
a Delaware corporation,
its general partner
By: /s/ XXXXXX X. XXXXX
----------------------------
Xxxxxx X. Xxxxx
President
COLONY INVESTORS III, L.P.,
a Delaware limited partnership,
By: Colony Capital III, L.P.,
a Delaware limited partnership,
its general partner
By: ColonyGP III, Inc.,
a Delaware corporation,
its general partner
By: /s/ XXXXXX X. XXXXX
-----------------------
Xxxxxx X. Xxxxx
President
COLONY K-W, LLC,
a Delaware limited liability company,
By: Colony Investors III, L.P.,
a Delaware limited partnership,
its sole and managing member
By: Colony Capital III, L.P.,
a Delaware limited partnership,
its general partner
By: ColonyGP III, Inc.,
a Delaware corporation,
its general partner
By: /s/ XXXXXX X. XXXXX
---------------------------
Xxxxxx X. Xxxxx
President
